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action or proceeding that may be brought or arise out of, in connection with or by reason of this <br />Agreement. <br />18. MISCELLANEOUS PROVISIONS Each undersigned represents and warrants that its <br />signature herein below has the power, authority and right to bind their respective parties to each of <br />the terms of this Agreement, and shall indemnify City fully, including reasonable costs and <br />attorney's fees, for any injuries or damages to City in the event that such authority or power is not, <br />in fact, held by the signatory or is withdrawn. <br />19. COUNTERPARTS: SIGNATURES This Agreement may be executed in counterparts, <br />secured via facsimile transmission or otherwise, each of which shall be deemed to be an original. <br />Photocopies of any executed counterpart shall have the same force and effect as an original. <br />IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first <br />above written. <br />ATTEST: <br />Maria D. Huizar <br />Cleric of the Council <br />APPROVED AS TO FORM: <br />SONIA R. CARVALHO <br />City Attorney <br />By:�.e.a✓J.ar ' <br />Teresa L. Judd <br />Assistant City Attorney <br />CITY OF SANTA ANA <br />David Cavazos <br />City Manager <br />RICHARDS, WATSON & GERSHON <br />By: <br />Name: <br />Title: Partner <br />Tax ID No. <br />25E -7 <br />